14 October 2015 Rare Earth Minerals plc ("REM" or the “Company") Admission Application Announcement The Directors of Rare Earth Minerals Plc (AIM:REM) are pleased to announce that the Company has applied for the admission of its issued 6,815,653,495 ordinary shares of 0.01p each to the ISDX Growth Market. The Company’s registered office is Suite 3B, 38 Jermyn Street, London SW1Y 6DN. The information in this RNS is included for the purposes of the admission to ISDX. The expected Date of Admission to ISDX is 28 October 2015. Company Information REM is an investment company which is admitted to trading on AIM. The Company’s investing policy is to acquire a diverse portfolio of direct and indirect interests in exploration and producing rare earth minerals and/or other metals projects and assets. In light of the nature of the assets and projects that will be the focus of the Investing Policy, the Company will consider investment opportunities anywhere in the world. REM’s current investments include: a 17.02% holding in Bacanora Minerals Ltd (“Bacanora”); A 30% direct interest in Megalit SA de CV (“Megalit”) and Mexilit SA de CV (“Mexilit”); Megalit and Mexilit together own ten mining concessions in the Sonora Lithium Project. The remaining 70% of Megalit and Mexilit is owned by Bacanora. When REM's ownership of 17.02% of Bacanora is aggregated with REM's 30% direct interest of the companies that hold the ten mining concessions, REM has a 41.91% economic interest in these assets; a 30% free carried interest to bankable feasibility study on the Yangibana Rare Earth Minerals Project, Australia; a 9.79% interest in the Cinovec Ltihium and Tin Deposit, located on the German border; and an approximate 1.1% interest in Western Lithium USA Corp (“Western Lithium”), which owns the Kings Valley Lithium Project in Nevada and the Cauchari - Olaroz Project in Argentina (as a result of the recent merger with Lithium Americas Corp.). Details of Directors The full names of the Directors of the Company and positions are as follows: David Lenigas, Executive Chairman David Lenigas has extensive experience operating in global public markets having served in a senior executive capacity on many public company boards.He has a Bachelor of Applied Science (Mining Engineering) from Curtin University's Kalgoorlie School of Mines. Mr Lenigas has extensive operational and corporate experience in managing companies within the oil and gas, gold, coal and other natural resources sectors. Mr Lenigas is the Chairman of both the Audit and Remuneration Committee. He is currently the executive chairman of AfriAg plc and Evocutis plc, a non-executive chairman of Inspirit Energy plc and a non-executive director of Bacanora Minerals Ltd Donald Strang, Finance Director & Company Secretary Mr Strang is a member of the Australian Institute of Chartered Accountants and has been in business over 20 years, holding senior financial and management positions in both publicly listed and private enterprises in Australia, Europe and Africa. Mr Strang has considerable corporate and international expertise and over the past decade has focussed on mining and exploration activities. He is currently the finance director of, Solo Oil plc , AfriAg plc, and UK Oil & Gas Investments plc, an executive director of Evocutis plc, and the executive chairman of Polemos plc, Doriemus plc and Stellar Resource plc Kiran Morzaria, Director & Chief Executive Officer Mr. Morzaria holds a Bachelor of Engineering (Industrial Geology) from the Camborne School of Mines and an MBA (Finance) from CASS Business School. He has extensive experience in the mineral resource industry working in both operational and management roles. Mr. Morzaria spent the first four years of his career in exploration, mining and civil engineering. He then obtained his MBA and became the Finance Director of Vatukoula Gold Mines Plc. He has served as a director of a number of public companies in both an executive and non-executive capacity, he is a non-executive director of Bacanora Minerals Ltd. Adrian Fairbourn, Non-Executive Director Mr Fairbourn began his career as an investment analyst before moving to build and manage the highly successful alternative fund-of-funds operation at the Bank of Bermuda, prior to the purchase of the bank by HSBC. For the four years up to 2007 he co-managed a multi-family office in London, responsible for hedge fund investments, direct investments and also asset-raising for co-investment opportunities. He has successfully assisted in over $1billion of structuring, capital and fundraising projects for several private companies and alternative funds. Since starting Exception Capital, Mr Fairbourn spent two years in Shanghai working on a number of company specific situations and helping lift out the Chinese Private Equity team from Temasek, the Singapore Government Sovereign Wealth Fund, into their own entity from where they raised $950m for their first fund. Now back in London, Mr Fairbourn is working on a number of opportunities as well as managing the family assets for a high net worth Italian family. Andrew Suckling, Non-Executive Director Mr Suckling is the founding principal and portfolio manager for Verulam, a discretionary commodity fund with focus on metals. Prior to founding Verulam, from 2000 - 2008, Mr. Suckling was a founding partner, research analyst and trader with Ospraie Management, LLC and its predecessor Fund with Tudor Investment Corporation. Mr. Suckling's 21 years' experience in the commodity industry began in 1994 as a Trader with London Metal Exchange Ring dealing member, Metallgesellschaft (MG). In that role, Mr. Suckling established a trading presence in China for MG setting up a representative office in Shanghai in 1997 -1998. Mr. Suckling is a graduate of Brasenose College, Oxford University earning a BA (Hons) in Modern History in 1993 and an MA in Modern History in 2000. Sector Classification REM will be classified as financial services company on ISDX. Shareholder Information Shareholder BARCLAYSHARE NOMINEES LIMITED Number of Shares 758,124,907 % Shareholding 11.12% HARGREAVES LANSDOWN (NOMINEES) LIMITED Des:15942 559,970,846 8.22% HSDL NOMINEES LIMITED 411,551,534 6.04% TD DIRECT INVESTING NOMINEES (EUROPE) LIMITED Des:SMKTNOMS 400,933,155 5.88% HARGREAVES LANSDOWN (NOMINEES) LIMITED Des:VRA 389,385,586 5.71% JIM NOMINEES LIMITED Des:JARVIS 337,303,134 4.95% HSDL NOMINEES LIMITED Des:MAXI 290,471,565 4.26% TD DIRECT INVESTING NOMINEES (EUROPE) LIMITED Des:SMKTISAS 282,936,480 4.15% FOREST NOMINEES LIMITED Des:GC1 282,319,190 4.14% HSBC CLIENT HOLDINGS NOMINEE (UK) LIMITED Des:731504 266,371,102 3.91% HARGREAVES LANSDOWN (NOMINEES) LIMITED Des:HLNOM 257,218,724 3.77% INVESTOR NOMINEES LIMITED Des:NOMINEE 213,593,475 3.13% 4,450,179,698 65.29% Total Significant Shareholders David Lenigas, Donald Strang, Adrian Fairbourn and Kiran Morzaria each hold options in the Company, as set out below. David Lenigas holds 7,000,000 Ordinary Shares in the Company and Kiran Morzaria holds 5,000,000 Ordinary Shares in the Company. Director D Lenigas D Lenigas Date of grant 28 January 2010 (amended 14 December 2012) 30 November 2010 (amended 14 December 2012) Exercise price Number of options 0.06p 14,000,000 0.06p 30,000,000 44,000,000 A Fairbourn A Fairbourn 13 December 2012 21 May 2014 0.06p 0.48p 20,000,000 40,000,000 60,000,000 D Strang 21 May 2014 0.48p 60,000,000 60,000,000 K Morzaria 21 May 2014 0.48p 60,000,000 60,000,000 The percentage of securities in public hands (as defined in the ISDX Growth Market Rules for Issuers) is 58.86%. The percentage of securities not in public hands is 41.14%. There are no restrictions on the transfer of REM’s securities. Further Information REM was admitted to trading on AIM on 24 March 2005 as Zest Group plc (“Zest”); a copy of the admission document dated 17 March 2005 is available on the Company’s website, www.rareearthmineralsplc.com. On 29 November 2010, the Shareholders approved and adopted an Investing Policy to acquire direct and indirect interests in exploration, development and producing Rare Earth Minerals and/or Metals projects and assets. In line with its new investing policy the Company changed its name to Rare Earth Minerals plc. Trading as Zest, the Company had previously held certain recording and publishing rights in the music industry. The Company will remain admitted to trading on AIM following admission to ISDX. Its ordinary shares are eligible for CREST settlement. The Company is subject to the UK City Code on Takeovers and Mergers. David Lenigas, Executive Chairman, commented: “We are seeking admission to ISDX as a means of further increasing liquidity and trading options for our shareholders and creating an additional platform on which to promote the Company’s growth”. The directors of Rare Earth Minerals Plc accept responsibility for this announcement. Registered Address of Applicant Rare Earth Minerals plc 38 Jermyn Street London SW1Y 6DN Telephone +44 (0)20 7440 0647 www.rareearthmineralsplc.com Corporate Adviser and Contact Details WH Ireland Ltd 11 St James's Square Manchester M2 6WH James Joyce/ Mark Leonard Telephone: +44 (0)20 7220 1666 - Ends For further information please contact: Rare Earth Minerals plc David Lenigas Kiran Morzaria +44 (0) 207 440 0647 WH Ireland Limited (NOMAD & Broker) James Joyce Mark Leonard +44 (0) 207 220 1666 Square1 Consulting David Bick Mark Longson +44 (0) 207 929 5599